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Dealings in securities
NEDBANK GROUP LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1966/010630/06
JSE share code: NED
NSX share code: NBK
ISIN: ZAE000004875
(“Nedbank Group”)
DEALINGS IN SECURITIES BY EXECUTIVE DIRECTORS, PRESCRIBED OFFICERS AND COMPANY SECRETARY:
2020 COMPULSORY AND VOLUNTARY BONUS DEFERRAL SCHEMES
In terms of paragraphs 3.63 - 3.66 of the Listings Requirements of the JSE Limited, the following information is
disclosed in respect of dealings by the executive directors, prescribed officers and the company secretary of Nedbank
Group and Nedbank Limited.
The following shares have been committed by the executive directors, prescribed officers and the company secretary
to the 2020 Matched Share Scheme, whereby:
(a) in terms of the compulsory bonus share scheme, deferred bonus amounts are invested in the Matched Share
Scheme. The deferred amount will be forfeited should the employee resign and not be classified as a good
leaver before the end of the deferral period, as well as in cases where, in the sole opinion of the Nedbank
Group board, material irregularities or misrepresentation of financial results come to light during the deferral
period. In these instances, the employee also forgoes the right to matching on the deferred bonus amount
subject to forfeiture;
(b) in terms of the voluntary bonus share scheme, up to 50% of an employee’s total after-tax bonus (less any
amount already deferred under the compulsory bonus share scheme set out above) can be used to acquire
shares in Nedbank Group which are then committed into the Matched Share Scheme. Alternatively, the
employee can commit shares already owned by them up to an equivalent amount of 50% of the employee’s
total after-tax bonus less any amount already deferred under the compulsory bonus share scheme. The
employee can dispose of these shares at any time prior to the vesting date, which will cancel their
participation in the scheme in respect of those shares, and will render them ineligible to qualify for any
matching of shares.
The date of the transactions (off-market) was 31 March 2020 (the inception date) and the value of the shares was
determined using a weighted average price of Nedbank Group shares acquired between 23 March 2020 and 25 March
2020.
On the vesting date (the day following three years after the inception date), 50% of the shares still held in trust in
respect of the participant’s portfolio will be matched on a one-for-one basis if the person has remained in the employ
of the company throughout the vesting period. A further 50% of the shares held on vesting date may be matched on a
one-for-one basis if the predetermined company performance target for the period 2020 to 2022 is met.
For executive directors, prescribed officers (and all other members of the Nedbank Group Executive Committee), the
performance condition of the Nedbank matched share scheme was extended to 100%, ie. 100% of the shares held in
the trust on vesting date may be matched on a one-for-one basis only if the predetermined company performance
target for the period 2020 to 2022 is met and if the person has remained in the employ of the company throughout
the vesting period.
Compulsory Bonus Share Scheme:
Name and Capacity No. of shares acquired on open Value @ R83.36 Extent of interest
market and committed to per share
scheme on behalf of participant
MWT Brown 34 638 R2 887 423.68 Indirect beneficial
Chief Executive
RK Morathi 22 267 R1 856 177.12 Indirect beneficial
Executive Director
Mfundo Nkuhlu 18 144 R1 512 483.84 Indirect beneficial
Executive Director
A Bosman 22 267 R1 856 177.12 Indirect beneficial
Prescribed Officer
B Kennedy 34 638 R2 887 423.68 Indirect beneficial
Prescribed Officer
I Ruggiero 9 072 R756 241.92 Indirect beneficial
Prescribed Officer
TG Sibiya 7 422 R618 697.92 Indirect beneficial
Prescribed Officer
CJ Thomas 21 443 R1 787 488.48 Indirect beneficial
Prescribed Officer
J Katzin 3 298 R274 921.28 Indirect beneficial
Company Secretary
In terms of the compulsory bonus share scheme, the executive directors, prescribed officers and company secretary
have no discretion in relation to the number of shares awarded nor the price at which such shares are awarded.
Employees are entitled to the dividends that are paid on the shares whilst held in trust.
Voluntary Bonus Share Scheme:
Name and Capacity No. of existing shares committed Value @ R83.36 Extent of interest
to scheme on behalf of per share
participant
MWT Brown 3 298 R274 921.28 Indirect beneficial
Chief Executive
A Bosman 3 298 R274 921.28 Indirect beneficial
Prescribed Officer
B Kennedy 3 298 R274 921.28 Indirect beneficial
Prescribed Officer
Name and Capacity No. of shares acquired on open Value @ R83.36 Extent of interest
market and committed to per share
scheme on behalf of participant
Mfundo Nkuhlu 3 298 R274 921.28 Indirect beneficial
Executive Director
I Ruggiero 3 298 R274 921.28 Indirect beneficial
Prescribed Officer
TG Sibiya 1 199 R99 948.64 Indirect beneficial
Prescribed Officer
The required prior written clearance for the share dealings has been obtained.
Sandton
3 April 2020
Sponsors to Nedbank Group in South Africa:
Merrill Lynch South Africa (Pty) Limited
Nedbank Corporate and Investment Banking
Sponsor to Nedbank Group in Namibia:
Old Mutual Investment Services (Namibia) (Pty) Ltd
Date: 03-04-2020 01:25:00
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